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SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to 240.14a-11(c) or 240.14a-12
ERLY Industries Inc.
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(Name of Registrant as Specified In Its Charter)
ERLY Industries Inc.
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(Name of Person(s) Filing Proxy Statement)
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Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
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CONTACTS:
Gerald D. Murphy, Chairman Eugene G. Heller/Philip Bourdillon
Richard N. McCombs, CFO Silverman Heller Associates
(213) 879-1480 (310) 208-2550
FOR IMMEDIATE RELEASE
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ISS RECOMMENDS SUPPORTING ERLY BOARD OF DIRECTORS IN PROXY BATTLE
LOS ANGELES, California (October 9, 1997) -- ERLY Industries, Inc. (Nasdaq NM;
ERLY) today announced that it has received the support of Institutional
Shareholder Services (ISS) for re-election of the current members of the board
of directors in a proxy contest with a 3.6% dissident shareholder.
According to the 16-page written report of ISS, the highly-respected
independent advisor to institutional investors, "...the Company's five year
shareholder returns have been solid...We recommend that shareholders vote FOR
the incumbent directors...in light of the Company's shareholder returns over
the past five years." The ISS report also states "...we believe that the
dissidents have not proven that they are a superior alternative to current
management." ISS made its recommendations after meeting with members of the
Management of ERLY and also meeting with the dissident shareholder.
ERLY also indicated that, after considering comments from some of the Company's
larger shareholders regarding the proposal for elimination of cumulative voting
in elections of directors, ERLY has decided to submit for shareholder
consideration reinstatement of cumulative voting within three years if
shareholders approve its elimination at the 1997 annual meeting.
"Our argument is not with cumulative voting, it is with a dissident
shareholder," said Gerald Murphy, Chairman and CEO of ERLY. "The Company's
proposal to eliminate cumulative voting was a direct and singular response to
the hostile behavior of a 3.6% shareholder. The attempts to malign the board
and management have been disruptive and, we believe, totally irresponsible. In
the quest to become a director, this dissident shareholder has even gone so far
as to sue each of ERLY's directors."
ERLY Industries, Inc., a diversified agribusiness, operates in three
industries. American Rice, Inc., a publicly-traded company in which ERLY holds
a controlling interest, is engaged in the processing, packaging and marketing
of rice and olives. Wholly-owned Chemonics Industries, Inc., through its
subsidiary Chemonics International, Inc., a consulting corporation, provides
public- and private-sector management and technical services worldwide. Through
its Chemonics Fire-Trol, Inc. and Chemonics Industries (Canada) Ltd.
subsidiaries (collectively, "Fire-Trol"), Chemonics Industries is also a major
supplier in North America of fire-retardant products for the management of
forest fires. Gerald Murphy, Douglas Murphy, William Burgess, Bill McFarland
and Alan Wiener are the directors of ERLY. The officers and directors of ERLY
own 37% of the outstanding shares of ERLY. ERLY has not sought permission of
ISS to quote statements from its report.
